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    Heartbeam Inc. filed SEC Form 8-K: Leadership Update, Regulation FD Disclosure, Financial Statements and Exhibits

    5/5/25 10:00:43 AM ET
    $BEAT
    Medical/Dental Instruments
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    Get the next $BEAT alert in real time by email
    false 0001779372 0001779372 2025-05-05 2025-05-05 0001779372 us-gaap:CommonStockMember 2025-05-05 2025-05-05 0001779372 us-gaap:WarrantMember 2025-05-05 2025-05-05 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

     

     

    UNITED STATES

    SECURITIES AND EXCHANGE COMMISSION

    Washington, D.C. 20549

     

    FORM 8-K

     

    CURRENT REPORT

     

    Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934

     

    Date of Report (Date of earliest event reported): May 5, 2025

     

    HEARTBEAM, INC.

    (Exact name of Registrant as specified in its charter)

     

    Delaware   001-41060   47-4881450
    (State or other jurisdiction
    of incorporation)
      (Commission File Number)   (IRS Employer
    Identification No.)

     

    2118 Walsh Avenue, Suite 210

    Santa Clara, CA 95050

    (Address of principal executive offices, including zip code)

     

    (408) 899-4443

    (Registrant’s telephone number, including area code)

     

    Check the appropriate box below if the 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:

     

    ☐ Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
       
    ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
       
    ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
       
    ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)).

     

    Securities registered pursuant to Section 12(b) of the Act:

     

    Title of each class   Trading Symbol(s)   Name of each exchange on which registered
    Common Stock   BEAT   NASDAQ
    Warrant   BEATW   NASDAQ

     

    Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

     

    Emerging growth company ☒

     

    If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ 

     

     

     

     

     

    Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

     

    Appointment of Board Member

     

    On May 5, 2025, the Board of Directors (the “Board”) of HeartBeam, Inc. (the “Company”) appointed Robert Eno, the Company’s Chief Executive Officer, as a member of the Board effective as of May 5, 2025 (the “Director Appointment”). In connection with the Director Appointment, the Board elected to expand from eight to nine members to accommodate this addition.

     

    Family Relationships

     

    Mr. Eno does not have a family relationship with any of the current officers or directors of the Company.

     

    Related Party Transactions

     

    There are no related party transactions with regard to Mr. Eno reportable under Item 404(a) of Regulation S-K.

     

    Item 7.01 Regulation FD Disclosure.

     

    On May 5, 2025, the Company issued a press release announcing the Director Appointment. A copy of the press release is filed hereto as Exhibit 99.1 and is incorporated herein by reference.

     

    The information set forth under this Item 7.01 is furnished pursuant to Item 7.01 and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into any registration document or other document filed by the Company.

     

    Item 9.01 Financial Statements and Exhibits.

     

    (d) Exhibits 

     

    Exhibit
    Number
      Description
    99.1   Press Release dated May 5, 2025
    104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

     

    1

     

     

    SIGNATURES

     

    Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

     

      HeartBeam, Inc.
         
    Date: May 5, 2025 By: /s/ Timothy Cruickshank
      Name:  Timothy Cruickshank
      Title: Chief Financial Officer

     

    2

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